爱国者国家银行 2024年度报告

FORM10-KxANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year endedDecember 31, 2024 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number000-29599 Indicate by check mark if the registrant in a well-known seasoned issuer, as defined in Rule 405 of the Securities Act of 1933. YesoNox Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 of 15(d) of the Securities Exchange Act of1934. YesoNox Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the past 12 months (or for such shorter period that the registrant was required to file such reports), and(2) has been subject to such filing requirements for the past 90 days:YesxNoo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).YesxNoo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act Large accelerated fileroNon-accelerated filerxEmerging growth companyo If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the registrant has filed a report on an attestation to its management’s assessment of the effectivenessof its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registeredpublic accounting firm that prepared or issues its audit report.o If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements.o Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).o Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YesoNox As of June30, 2024, the aggregate market value of the voting stock held by non-affiliates of the registrant based on the last sale priceon June30, 2024 as reported on the NASDAQ Global Market: $6.4million. Number of shares of the registrant’s Common stock, $0.01 par value per share,73,725,292shares outstanding as of April15, 2025. PATRIOT NATIONAL BANCORP, INC.ANNUAL REPORT ON FORM 10-KFor the Year Ended December31, 2024 TABLE OF CONTENTS “Safe Harbor” Statement Under Private Securities Litigation Reform Act of 19951 PART I2ITEM 1. Business2ITEM 1A. Risk Factors7ITEM 1B. Unresolved Staff Comments15ITEM 1C. Cybersecurity15ITEM 2. Properties17ITEM 3. Legal Proceedings17ITEM 4. Mine Safety Disclosures17 ITEM 5. Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of EquitySecurities18ITEM 6.[Reserved]19ITEM 7. Management’s Discussion and Analysis - Financial Condition & Results of Operations19ITEM 7A. Quantitative and Qualitative Disclosures about Market Risk39ITEM 8. Financial Statements and Supplementary Data41ITEM 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure108ITEM 9A. Controls and Procedures109ITEM 9B. Other Information110ITEM 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections110 PART III111ITEM 10. Directors, Executive Officers and Corporate Governance111ITEM 11. Executive Compensation116ITEM 12. Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters119ITEM 13. Certain Relationships and Related Transactions, and Director Independence121ITEM 14. Principal Accountant Fees and Services121 ITEM 15. Exhibits and Financial Statement Schedules123ITEM 16. Form 10-K Summary123 This Annual Report on Form 10-K contains statements that relate to future events and expectations and, as such, constitute forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995. Certain statements, other than purelyhistorical information, including estimates, projections, statements relating to our strategies, outlook, business and financial prospects,bu